Terms of Service

These terms constitute an agreement between Commonbase LLC, a New Jersey limited liability company of 4 Yard Court, Flemington, New Jersey 08822 (“Commonbase”), and the business that subscribes to MyCrew (the “Customer”). They govern the Customer’s use of MyCrew at https://mycrew.commonbase.io.

By creating an account or using the service, the Customer accepts these terms. Any individual accepting them on behalf of a business warrants that they are authorized to bind that business.

MyCrew is software for the recording of field work, the obtaining of customer signatures, the pricing of approved work, and the production of invoices. Commonbase grants the Customer a non-exclusive, non-transferable right to use the service for its own business operations for the duration of its subscription.

The Customer shall not:

• resell, sublicense, or otherwise make the service available to any third party as its own;
• reverse-engineer, copy, or create a derivative work from the service;
• probe or test the security of the service without the prior written permission of Commonbase;
• use the service to store information that it has no right to hold, or in contravention of any law applicable to it; or
• attempt to access the workspace or data of any other Customer.

The Customer administers its own users. Its administrators create accounts, assign roles, and issue initial passwords, and the Customer is responsible for all activity conducted through those accounts.

• Credentials shall be kept confidential. A password issued by Commonbase is temporary and must be replaced upon first sign-in.
• Access shall be withdrawn promptly where an individual ceases to require it. Commonbase has no means of knowing when that occurs.
• Commonbase shall be notified without delay of any suspected compromise of an account.
• The Customer warrants that it is entitled to record the customer, contact, and signature information that it enters into the service.

The last of those obligations is of particular significance. The service captures a handwritten signature, an IP address, and a timestamp from the individual signing a document. The Customer is the controller of that information and is responsible for establishing a lawful basis for its collection.

All right, title, and interest in the information the Customer records in the service, including information about its own clients and contacts, its records of work and the amounts billed for it, and any documents, images, and signatures it stores, remain with the Customer. Commonbase asserts no ownership of that information and shall not use it to train models, to develop products, or for any purpose other than the provision and support of the service.

The Customer grants Commonbase only such license as is necessary to host, process, transmit, back up, and display that information for the purpose of operating the service. The treatment of personal information is described in the Privacy Policy, and where Commonbase acts as processor it is governed by any data processing terms separately agreed between the parties.

MyCrew may be connected to other systems used by the Customer, including accounting software. Any such connection is made at the Customer’s election. In connecting a service, the Customer authorizes Commonbase to exchange data with it — both reading from and writing to it — to the extent the integration requires, and warrants that it is entitled to grant access to the account selected.

• The Customer’s relationship with any connected service is governed by its own agreement with that provider and not by these terms. Commonbase is not responsible for the availability, accuracy, or conduct of such a service, nor for any charges it imposes.
• A connection may be revoked at any time from Settings, which deletes the credentials held by Commonbase in respect of it. Data already written to the connected service remains there, and its removal is a matter for that provider.
• The correct configuration of an integration — the mapping of records in the service onto the Customer’s own accounts — is undertaken jointly during onboarding. Where a required mapping is absent, the service will halt and report the omission rather than infer a value, an incorrect inference being liable to enter the Customer’s records without notice.
• An integration may be altered or withdrawn where the relevant provider alters its own service. Commonbase will give reasonable notice where it is able to do so.

The Privacy Policy identifies the services currently supported and the information shared with each.

The fees payable, the billing frequency, and the subscription term are those set out in the order executed between the parties. This agreement states no prices; pricing is agreed with each Customer individually, and the order prevails to the extent of any inconsistency with this section. Where no order has been executed, no fees are payable and Commonbase may discontinue access at any time upon reasonable notice.

• Fees are exclusive of sales and other applicable taxes, for which the Customer is responsible.
• Save as the order provides otherwise, fees are invoiced in advance and payable within 30 days of the date of invoice.
• Commonbase may revise pricing with effect from the next renewal, and not during a current term, by written notice given not less than 60 days before that renewal — that is, before the Customer’s own deadline for giving notice of non-renewal under clause 8.
• Fees already paid are non-refundable save as these terms expressly provide.

Commonbase will use reasonable efforts to maintain the availability of the service and will give reasonable notice of planned maintenance where practicable. Commonbase does not presently offer a contractual availability commitment; a Customer requiring one should raise the matter with Commonbase.

Support is provided by email to jake@commonbase.io.

This agreement continues for the subscription term specified in the order and renews for successive terms of equal length unless either party gives written notice not less than 30 days before the expiry of the current term. Either party may terminate with immediate effect where the other commits a material breach and fails to remedy it within 30 days of being notified of it.

Commonbase may suspend access for non-payment upon not less than 10 days’ written notice, the Customer having failed to pay within that period, or with immediate effect where continued use presents a security risk to the service or to other customers.

Clauses 4, 9, 10, 11, 12, 14, and 16, and any obligation to pay fees accrued before termination, survive the termination or expiry of this agreement.

Upon termination the Customer may request an export of its data, which Commonbase will provide in a machine-readable format. Commonbase will thereafter delete the Customer’s workspace, save for copies held in routine backups, which are destroyed within 14 days, and save for anything Commonbase is required by law to retain.

Commonbase warrants that it will provide the service with reasonable skill and care. Save as so provided, and to the fullest extent permitted by law, the service is provided on an “as is” basis without warranty of any kind, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement.

MyCrew assists the Customer in producing invoices and records. It does not constitute accounting, tax, or legal advice and does not substitute for the Customer’s own review of the amounts it bills. The Customer is responsible for the accuracy of what it issues to its customers.

To the fullest extent permitted by law, neither party shall be liable for any indirect, incidental, special, or consequential loss, or for any loss of profit, revenue, or data, however arising.

The total aggregate liability of Commonbase under this agreement shall not exceed the greater of one hundred United States dollars and the fees paid by the Customer in the twelve months preceding the event giving rise to the claim. Nothing in these terms limits any liability that cannot lawfully be limited, including liability for death or personal injury caused by negligence, or for fraud.

The Customer shall indemnify Commonbase against any claim arising from information entered into the service that the Customer had no right to hold, or from the Customer’s use of the service in breach of these terms or of any law applicable to it.

Each party shall protect the confidential information of the other with not less than the degree of care it applies to its own, and shall not disclose it save to those who require it and who are bound by equivalent obligations. This clause does not apply to information that is public, that is independently developed, or whose disclosure is required by law.

Commonbase may amend these terms. In the case of a material amendment, account administrators will be given not less than 30 days’ notice by email before it takes effect. A Customer that does not accept a material amendment may terminate this agreement by written notice before the amendment takes effect, and Commonbase will refund any fees paid in respect of the unexpired portion of the then-current term. Continued use of the service after that date constitutes acceptance of the amended terms.

These terms are governed by the laws of the State of New Jersey, without regard to its conflict-of-laws rules.

The state and federal courts located in New Jersey shall have exclusive jurisdiction over any dispute arising out of or in connection with these terms. Each party consents to the personal jurisdiction of those courts and waives any objection on grounds of inconvenient forum.

Neither party is liable for any failure or delay in performing its obligations under this agreement to the extent that the failure or delay is caused by an event beyond its reasonable control, including an act of God, fire, flood, severe weather, epidemic, war, terrorism, civil disturbance, strike or other labor dispute, act of government, failure of a telecommunications or internet provider, failure of a hosting or other infrastructure provider, or a widespread failure of software on which the service depends.

The affected party shall notify the other as soon as it reasonably can and shall use reasonable efforts to resume performance. This clause does not excuse an obligation to pay fees already accrued. Where such an event prevents performance for more than 30 consecutive days, either party may terminate this agreement by written notice, and Commonbase will refund any fees paid in respect of the unexpired portion of the then-current term.

These terms, together with the order and any data processing terms separately agreed, constitute the entire agreement between the parties on this subject. If any provision is held unenforceable, the remainder continues in effect. Neither party may assign this agreement without the consent of the other, save to a successor to its business. A failure to enforce any provision does not constitute a waiver of it.

Commonbase LLC, 4 Yard Court, Flemington, New Jersey 08822. Notices may be given by email to jake@commonbase.io.